Heidi Klum drops jaws in scandalous nude gown at 2017 MTV VMAs

The "America's Got Talent" judge hit the 2017 MTV VMAs red carpet on Sunday night -- and she was hot, hot, hot! The German model turned heads in a see-through, nude gown that not only showed off her undergarments, but her eye-popping cleavage as well.

The 44-year-old's scandalous look strategically covered just the areas of her body to avoid a humiliating wardrobe malfunction. She polished off the rest of her look with metallic stilettos and some silver jewelry.

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Heidi Klum at the 2017 MTV VMAs

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Heidi Klum at the 2017 MTV VMAs

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Jeff Kravitz/FilmMagic)

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Christopher Polk/Getty Images)

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Christopher Polk/Getty Images)

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Phillip Faraone/Getty Images)

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Matt Winkelmeyer/Getty Images)

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Christopher Polk/Getty Images)

INGLEWOOD, CA - AUGUST 27: Mel B and Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Kevin Mazur/WireImage)

INGLEWOOD, CA - AUGUST 27: Heidi Klum attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Matt Winkelmeyer/Getty Images)

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Klum put all the attention on her revealing getup, keeping her hair and makeup simple. She kept her blonde tresses in a straight hairstyle while wearing minimal makeup. Klum has been spotted vacationing in dreamy, tropical destinations this past summer, so it's no surprise her skin look sun-kissed as ever!

While posing in front of the cameras, Klum spotted a familiar face -- fellow "America's Got Talent" judge Mel B! The former Spice Girl also dazzled in a colorful sequined body con dress that reads "YOU WILL NEVER OWN ME" with some bright red pumps.

Of course, the two posed for some gorgeous snapshots together.

A number of other celebs also hit the red carpet in some see-through getups, including Demi Lovato. Check out the slideshow below for all the looks of the night:

...and by her side was her daughter, Sophia, who opted for metallics just like her mom in a silver crop top and leggings.

INGLEWOOD, CA - AUGUST 27: Bebe Rexha attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Rich Fury/Getty Images)

INGLEWOOD, CA - AUGUST 27: Shawn Mendes attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Steve Granitz/WireImage)

Cardi B took a risk in a white cutout pantsuit with a full-length train -- and it paid off! The dramatic number blended sexy with couture.

INGLEWOOD, CA - AUGUST 27: Noah Cyrus attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Alberto E. Rodriguez/Getty Images)

INGLEWOOD, CA - AUGUST 27: Josh Peck attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Steve Granitz/WireImage)

For DNCE -- Jack Lawless, Joe Jonas, JinJoo Lee and Cole Whittle -- it was a "go big or go home" mentality as each member committed to his or her own bold style. Shoutout to Joe Jonas for that lavender-trimmed ivory blazer!

INGLEWOOD, CA - AUGUST 27: Singer Khalid attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by David Crotty/Patrick McMullan via Getty Images)

INGLEWOOD, CA - AUGUST 27: Billy Eichner attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Alberto E. Rodriguez/Getty Images)

INGLEWOOD, CA - AUGUST 27: Lil Yachty attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Steve Granitz/WireImage)

INGLEWOOD, CA - AUGUST 27: Jack Antonoff of Bleachers attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Calvin Harris attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Steve Granitz/WireImage)

INGLEWOOD, CA - AUGUST 27: Baby Ariel attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Young M.A attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Steve Granitz/WireImage)

INGLEWOOD, CA - AUGUST 27: Jeremy Scott attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Alberto E. Rodriguez/Getty Images)

INGLEWOOD, CA - AUGUST 27: Dylan Sprayberry attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Daniel Skye attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Hugo Gloss attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Steve Granitz/WireImage)

INGLEWOOD, CA - AUGUST 27: Lil Mama attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Christopher Polk/Getty Images)

INGLEWOOD, CA - AUGUST 27: DeRay Davis (L) attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Christina Milian attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Phillip Faraone/Getty Images)

INGLEWOOD, CA - AUGUST 27: Billy Ray Cyrus attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Alessandra Ambrosio attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Phillip Faraone/Getty Images)

INGLEWOOD, CA - AUGUST 27: Liza Koshy attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)

INGLEWOOD, CA - AUGUST 27: Ludacris (L) and Eudoxie Mbouguiengue attend the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by John Shearer/Getty Images for MTV)

INGLEWOOD, CA - AUGUST 27: Fernando Lozada attends the 2017 MTV Video Music Awards at The Forum on August 27, 2017 in Inglewood, California. (Photo by Frazer Harrison/Getty Images)